17817-1910-Supplementary-Bills-read-a-first-time--Companies — Page 34

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(2) If any director of a company knowingly contravenes or permits or authorises the contravention of any of the provisions of the last foregoing section with respect to allot- ment he shall be liable to compensate the company and the allottee respectively for any loss, damages, or costs which the company or the allottee may have sustained or incurred thereby Provided thatp roceedings to recover any such loss, damages, or costs shall not be commenced after the expira- tion of two years from the date of the allotment.

:

88.-(1) A company shall not commence aux business Restrictions or exercise any borrowing powers unless-

on com-

mencement

(a) shares held subject to the payment of the whole of business. amount thereof in cash have been allotted to 8 Edw. 7 c.

69 s. 87. an amount not less in the whole than the mini- mum subscription; and

(b) every director of the company has paid to the company ou each of the shares taken or con- tracted to be taken by hin, and for which he is liable to pay in cash, a proportion equal to the prosportion payable on application and allotment on the shares offered for public subscription, or in the case of a company which does not issue a propectus inviting the public to sub- scribe for its shares, on the shares payable in cash; and

(e) there has been filed with the registrar of com- panies a statutory declaration by the secretary or one of the directors, in the prescribed form, that the aforesaid conditions have been com- plied with; and

(d) in the case of a company which does not issue a prospectus inviting the public to subscribe for its shares, there has been filed with the registrar of companies a statement in lieu of prospectus.

(2) The registrar of companies shall, on the filing of this statutory declaration, certify that the company is entitled to commence business, and that certificate shall be conclusive evidence that the company is so entitled :

Provided that in the case of a company which does not issue a prospectus inviting the public to subscribe for its shares the registrar shall not give such certificate unless a statement in lieu of a prospectus has been filed with him.

(3) Any contract made by a company before the date at which it is entitled to commence business shall be pro- visional only, and shall not be binding on the company until that date, and on that date it shall become binding,

(4) Nothing in this section shall prevent the simultaneous offer for subscription or allotment of any shares and de- bentures or the receipt of any money payable on application for debentures.

(5) If any company commences business or exercises borrowing powers in contravention of this section, every person who is responsible for the contravention shall, without prejudice to any other liability, be liable to a fine not exceeding five hundred dollars for every day during which the contravention contimes.

(6) Nothing in this section shall apply to a private company, or to a company registered before the date of the coming into operation of this Ordinance which does not issue a prospectus inviting the public to subscribe for its shares.

89.-(1) Whenever a company limited by shares makes Return as to any allotment of its shares, the company shall within six allotments. weeks thereafter file with the registrar of companies-

(a) a return of the allotments, stating the number and nominal amount of the shares comprised in in the allotment, the names, addresses, and descriptions of the allottees, and the amount (if any) paid or due and payable on each share;

and

Ib. s. 88.